SAN RAMON, Calif.--(BUSINESS WIRE)--Sep. 5, 2018--
Chevron Corporation (NYSE: CVX) said today it has been notified of an
unsolicited "mini-tender offer" by TRC Capital Corporation to purchase
up to 1 million shares of its common stock, representing approximately
0.052% of Chevron’s outstanding shares. TRC Capital's offer price of
$114.00 is 4.21% below the closing price of Chevron’s stock on August
24, 2018, the last trading day prior to the date of the offer, and 4.09%
less than the closing price of $118.87 on September 4, 2018.
Chevron recommends stockholders do not tender their shares in response
to this unsolicited mini-tender offer. Mini-tender offers, such as this
one by TRC Capital, avoid many of the investor protections afforded to
larger tender offers, including the filing of disclosure and other
tender offer documents with the U.S. Securities and Exchange Commission
(SEC) and other procedures mandated by U.S. securities laws. Chevron is
in no way associated with TRC Capital Corporation, the mini-tender offer
or the offer documentation.
Chevron urges stockholders to obtain current market quotations for their
shares of common stock, to consult their financial advisor, and to
exercise caution with respect to TRC Capital's offer.
The SEC has issued “Tips for Investors” regarding mini-tender offers,
noting that some bidders, in making the offers at below-market prices,
are “hoping that they will catch investors off guard if the investors do
not compare the offer price to the current market price." The SEC's
advisory may be found on the SEC
website. The Canadian Securities Administrators also has issued an
advisory titled "Mini-Tender
Offers - Watch Out For Mini-Tender Offers Below Market Price!"
Chevron stockholders who have already tendered their shares may withdraw
their shares by providing the written notice described in the TRC
Capital offering documents prior to the expiration of the offer
currently scheduled for 12:01 a.m., New York City Time on Wednesday,
September 26, 2018.
Chevron urges broker-dealers and other market participants in the
dissemination of the offer to review the SEC's recommendations to
broker-dealers in these circumstances, which can be found on the SEC
website and the Information
Memo Number 01-27 issued by the New York Stock Exchange on September
28, 2001 regarding the dissemination of mini-tender offer materials.
Chevron requests that a copy of this news release be included with all
distributions of materials relating to TRC Capital’s mini-tender offer.
Chevron Corporation is one of the world's leading integrated energy
companies. Through its subsidiaries that conduct business worldwide, the
company is involved in virtually every facet of the energy industry.
Chevron explores for, produces and transports crude oil and natural gas;
refines, markets and distributes transportation fuels and lubricants;
manufactures and sells petrochemicals and additives; generates power;
and develops and deploys technologies that enhance business value in
every aspect of the company's operations. Chevron is based in San Ramon,
Calif. More information about Chevron is available at www.chevron.com.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180905005280/en/
Source: Chevron Corporation
Sean Comey, +1 925-842-5509